SEC Form 4 · accession 0001634117-26-000076
Barnes & Noble Education, Inc. · BNED
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Gary Luster
Officer — SVP, Chief Accounting Officer
Period of report
Jul 10, 2026
Accepted (ET)
Jul 14, 2026 · 1:36 pm EDT
Rule 10b5-1 plan
box not checked
Issuer CIK
0001634117
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Jul 10, 2026 | A | 3,000 | $0.00 | A | 33,000 | D | |
| Common StockF2,F3 | Jul 10, 2026 | S | 1,066 | $11.61 | D | 31,934 | D |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Grant of Performance Units. Each performance-vested stock unit (PSU) represents a contingent right to receive one share of BNED common stock. The PSUs vest upon BNED's common stock achieving a specified price per share and continued employment through a specified date.
- F2Shares sold by Reporting Owner on vesting of restricted performance stock units (payable solely in common stock of the Issuer on the vesting date) to cover applicable withholding taxes.
- F3Sales were made in a series of transactions at sales prices ranging from $11.51 to $11.98 per share. The price reported is a weighted average price. Full information regarding the number of shares sold at each separate price will be provided upon request.